Shearwater Group has conditionally agreed to acquire the entire issued share capital of SecurEnvoy Ltd, a UK-based provider of multi-factor authentication software solutions.
It said the £20m consideration would be satisfied by the payment of £10m in cash and £10m through the issuance of 200m shares at 5p each.
Shearwater also proposed a placing to raise gross proceeds of up to £8m (200m shares at 4p each) to be used to part fund the acquisition and further near term growth opportunities.
It also proposed an open offer to permit shareholders to subscribe for up to about £1m (25.49m shares at 4p each) of new ordinary shares.
The acquisition would constitute a reverse takeover under AIM rules.